0001857853FALSE00018578532023-11-082023-11-08
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): November 8, 2023
TRAEGER, INC.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-40694 | | 82-2739741 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
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1215 E Wilmington Ave., Suite 200 | | | | |
Salt Lake City, Utah | | | | 84106 |
(Address of principal executive offices) | | | | (Zip Code) |
(Registrant’s telephone number, include area code) (801) 701-7180
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, $0.0001 par value per share | COOK | The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On November 8, 2023, the Company issued a press release announcing financial results for the quarter ended September 30, 2023. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information contained in this Current Report on Form 8-K (including Exhibit 99.1 hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. | | Description |
99.1 | | |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| Traeger, Inc. |
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Date: November 8, 2023 | By: | /s/ Dominic Blosil |
| | Dominic Blosil |
| | Chief Financial Officer |
TRAEGER ANNOUNCES THIRD QUARTER FISCAL 2023 RESULTS
INCREASES MIDPOINT OF GUIDANCE RANGE FOR FULL YEAR 2023
SALT LAKE CITY, Ut., November 8, 2023 (BUSINESS WIRE) -- Traeger, Inc. ("Traeger" or the "Company") (NYSE: COOK), creator and category leader of the wood pellet grill, today announced its financial results for the three months ended September 30, 2023.
Third Quarter FY 23 Highlights
•Total revenues increased 25.5% to $117.7 million
•Gross profit margin of 37.9%, up 1,120 basis points compared to prior year
•Net loss of $19.3 million compared to net loss of $211.1 million compared to the prior year
•Adjusted EBITDA of $4.7 million, up from a $13.0 million loss in the prior year
•Increases midpoint of FY 2023 revenue, gross margin and Adjusted EBITDA guidance
"I am pleased with our third quarter financial results, which were ahead of our expectations," said Jeremy Andrus, CEO of Traeger. "Third quarter's performance is the direct result of our team's unrelenting focus over the last year on positioning Traeger for improved financial flexibility and profitability. Our efforts to rightsize channel inventories allowed for more normalized replenishment rates at retail in the quarter which drove strong growth in grills compared to last year. Moreover, we are now seeing greater benefit from lower supply chain costs, which in combination with expense discipline, drove a meaningful improvement in Adjusted EBITDA in the third quarter."
Mr. Andrus continued, "Given the better than expected results in the third quarter, we are increasing the midpoint of our revenue, gross margin and Adjusted EBITDA outlook for the full year. I believe we continue to be strongly positioned to execute our strategy to materially grow penetration and awareness of the Traeger brand. We recognize that the macroeconomic backdrop remains volatile and we will manage the business prudently as we look to create long-term value for our shareholders."
Operating Results for the Third Quarter
Total revenue increased 25.5% to $117.7 million, compared to $93.8 million in the third quarter last year.
•Grills increased 45.1% to $56.6 million as compared to the third quarter last year. The increase was primarily driven by an increase in unit volumes, partially offset by a decrease in average selling price due to strategic pricing actions.
•Consumables increased 0.9% to $25.4 million as compared to the third quarter last year. The increase was driven by higher unit volumes of food consumables, partially offset by lower average selling prices of wood pellets and food consumables.
•Accessories increased 20.7% to $35.8 million as compared to the third quarter last year. This increase was driven primarily by higher sales of MEATER smart thermometers as well as growth of Traeger branded accessories.
North America revenue increased 23.6% in the third quarter compared to the prior year. Rest of World revenues increased 40.0% in the third quarter compared to the prior year.
Gross profit increased to $44.7 million, compared to $25.1 million in the third quarter last year. Gross profit margin was 37.9% in the third quarter, compared to 26.7% in the same period last year. Excluding restructuring costs, gross profit margin was 28.5% in the third quarter of last year. The increase in gross margin was driven primarily by favorability from freight and logistics costs.
Sales and marketing expenses were $25.9 million, compared to $25.5 million in the third quarter last year. The increase in sales and marketing expense was driven by higher employee costs and stock-based compensation expense, largely offset by a reduction in variable costs.
General and administrative expenses were $24.8 million, compared to $70.5 million in the third quarter last year. The decrease in general and administrative expense was driven by a decrease in stock-based compensation expense of $47.8 million primarily due to the accelerated vesting in the comparable period of $40.5 million of modified awards held by the CEO and certain directors.
Net loss was $19.3 million in the third quarter, or a loss of $0.16 per diluted share, compared to net loss of $211.1 million in the third quarter of last year, or a loss of $1.76 per diluted share, which included a non-cash goodwill impairment charge of $110.8 million.1
Adjusted net loss was $14.3 million, or $0.12 per diluted share compared to $73.6 million, or $0.61 per diluted share in the third quarter last year.2
Adjusted EBITDA was $4.7 million in the third quarter compared to an Adjusted EBITDA loss of $13.0 million in the same period last year.2
1 There were no potentially dilutive securities outstanding as of September 30, 2023 and 2022.
2 Reconciliations of GAAP to non-GAAP financial measures, as well as definitions for the non-GAAP financial measures included in this press release and the reasons for their use, are presented below.
Balance Sheet
Cash and cash equivalents at the end of the third quarter totaled $11.3 million, compared to $39.1 million at December 31, 2022.
Inventory at the end of the third quarter was $101.9 million, compared to $153.5 million at December 31, 2022. The decrease in inventory was driven primarily by strategic inventory management.
Guidance For Full Year Fiscal 2023
The Company is updating its guidance for Fiscal 2023. The Company's updated outlook reflects better than expected third quarter performance and expected growth in revenue and Adjusted EBITDA in the fourth quarter.
•Total revenue is expected to be between $590 million and $600 million
•Gross Margin is expected to be between 36.5% and 37%
•Adjusted EBITDA is expected to be between $57 million and $59 million
A reconciliation of Adjusted EBITDA guidance to Net Loss on a forward-looking basis cannot be provided without unreasonable efforts, as the Company is unable to provide reconciling information with respect to provision (benefit) for income taxes, interest expense, depreciation and amortization, other (income) expense, stock-based compensation, goodwill impairment, restructuring costs, non-routine legal expenses, change in fair value of contingent consideration, and other adjustment items all of which are adjustments to Adjusted EBITDA.
Conference Call Details
A conference call to discuss the Company's third quarter results is scheduled for Wednesday, November 8, 2023, at 4:30 p.m. ET. To participate, please dial (833) 470-1428 or +1 (646) 904-5544 for international callers, conference ID 511836. The conference call will also be webcast live at https://investors.traeger.com. A recording will be available shortly after the conclusion of the call. To access the replay, please dial (866) 813-9403 or +44 (204) 525-0658 for international callers, conference ID 527862. A replay of the webcast will also be available approximately two hours after the conclusion of the call on the Company's website at https://investors.traeger.com. A supplemental presentation has also been posted to the Company's website at https://investors.traeger.com.
About Traeger
Traeger, headquartered in Salt Lake City, is the creator and category leader of the wood pellet grill, an outdoor cooking system that ignites all-natural hardwoods to grill, smoke, bake, roast, braise, and barbecue. In 2023, Traeger entered the griddle category, further establishing its leadership position in the outdoor cooking space. Traeger grills are versatile and easy to use, empowering cooks of all skill sets to create delicious meals with flavor that cannot be replicated. Grills are at the core of our platform and are complemented by Traeger wood pellets, rubs, sauces, accessories, and MEATER smart thermometers.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding our anticipated full year fiscal 2023 results. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, our history of operating losses, our ability to manage our future growth effectively, our ability to expand into additional markets, our ability to maintain and strengthen our brand to generate and maintain ongoing demand for our products, our ability to cost-effectively attract new customers and retain our existing customers, our failure to maintain product quality and product performance at an acceptable cost, the impact of product liability and warranty claims and product recalls, the highly competitive market in which we operate, the use of social media and community ambassadors, a decline in sales of our grills, our dependence on three major retailers, risks associated with our international operations, our reliance on a limited number of third-party manufacturers and problems with (or loss of) our suppliers or an inability to obtain raw materials, and the ability of our stockholders to influence corporate matters and the other important factors discussed under the caption "Risk Factors" in our periodic and current reports filed with the Securities and Exchange Commission from time to time, including our Annual Report on Form 10-K for the year ended
December 31, 2022, as updated by Part II, Item 1A. "Risk Factors" our Quarterly Report on Form 10-Q for the period ended September 30, 2023. Any such forward-looking statements represent management's estimates as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change.
CONTACT:
Investors:
Nick Bacchus
Traeger, Inc.
investor@traeger.com
Media:
The Brand Amp
Traeger@thebrandamp.com
TRAEGER, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share amounts)
| | | | | | | | | | | |
| September 30, 2023 | | December 31, 2022 |
| (unaudited) | | |
ASSETS | | | |
Current Assets | | | |
Cash and cash equivalents | $ | 11,280 | | | $ | 39,055 | |
Restricted cash | — | | | 12,500 | |
Accounts receivable, net | 50,996 | | | 42,050 | |
Inventories | 101,891 | | | 153,471 | |
Prepaid expenses and other current assets | 35,051 | | | 27,162 | |
Total current assets | 199,218 | | | 274,238 | |
Property, plant, and equipment, net | 55,232 | | | 55,510 | |
Operating lease right-of-use assets | 11,922 | | | 13,854 | |
Goodwill | 74,725 | | | 74,725 | |
Intangible assets, net | 481,155 | | | 512,858 | |
Other non-current assets | 14,468 | | | 15,530 | |
Total assets | $ | 836,720 | | | $ | 946,715 | |
LIABILITIES AND STOCKHOLDERS’ EQUITY | | | |
Current Liabilities | | | |
Accounts payable | $ | 26,028 | | | $ | 29,841 | |
Accrued expenses | 40,682 | | | 52,295 | |
Line of credit | 25,000 | | | 11,709 | |
Current portion of notes payable | 250 | | | 250 | |
Current portion of operating lease liabilities | 3,772 | | | 5,185 | |
Current portion of contingent consideration | 10,810 | | | 12,157 | |
Other current liabilities | 1,726 | | | 1,470 | |
Total current liabilities | 108,268 | | | 112,907 | |
Notes payable, net of current portion | 397,009 | | | 468,108 | |
Operating leases liabilities, net of current portion | 8,418 | | | 9,001 | |
Contingent consideration, net of current portion | — | | | 10,590 | |
Deferred tax liability | 10,373 | | | 10,370 | |
Other non-current liabilities | 879 | | | 870 | |
Total liabilities | 524,947 | | | 611,846 | |
Commitments and contingencies—See Note 10 | | | |
Stockholders' equity: | | | |
Preferred stock, $0.0001 par value; 25,000,000 shares authorized and no shares issued or outstanding as of September 30, 2023 and December 31, 2022 | — | | | — | |
Common stock, $0.0001 par value; 1,000,000,000 shares authorized | | | |
Issued and outstanding shares - 125,658,970 and 122,624,414 as of September 30, 2023 and December 31, 2022 | 13 | | | 12 | |
Additional paid-in capital | 929,249 | | | 882,069 | |
Accumulated deficit | (630,832) | | | (570,475) | |
Accumulated other comprehensive income | 13,343 | | | 23,263 | |
Total stockholders' equity | 311,773 | | | 334,869 | |
Total liabilities and stockholders' equity | $ | 836,720 | | | $ | 946,715 | |
TRAEGER, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(unaudited)
(in thousands, except share and per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2023 | | 2022 | | 2023 | | 2022 |
Revenue | $ | 117,730 | | | $ | 93,788 | | | $ | 442,403 | | | $ | 517,768 | |
Cost of revenue | 73,064 | | | 68,710 | | | 278,983 | | | 336,605 | |
Gross profit | 44,666 | | | 25,078 | | | 163,420 | | | 181,163 | |
Operating expenses: | | | | | | | |
Sales and marketing | 25,913 | | | 25,496 | | | 75,903 | | | 102,401 | |
General and administrative | 24,823 | | | 70,485 | | | 103,873 | | | 142,637 | |
Amortization of intangible assets | 8,889 | | | 8,889 | | | 26,666 | | | 26,666 | |
Change in fair value of contingent consideration | (2,300) | | | 1,820 | | | 508 | | | 3,775 | |
Restructuring costs | 225 | | | 8,036 | | | 225 | | | 8,036 | |
Goodwill impairment | — | | | 110,837 | | | — | | | 222,322 | |
Total operating expense | 57,550 | | | 225,563 | | | 207,175 | | | 505,837 | |
Loss from operations | (12,884) | | | (200,485) | | | (43,755) | | | (324,674) | |
Other income (expense): | | | | | | | |
Interest expense | (7,517) | | | (7,337) | | | (23,408) | | | (20,238) | |
Other income (expense), net | 1,992 | | | (3,545) | | | 8,020 | | | (8,351) | |
Total other expense | (5,525) | | | (10,882) | | | (15,388) | | | (28,589) | |
Loss before provision (benefit) for income taxes | (18,409) | | | (211,367) | | | (59,143) | | | (353,263) | |
Provision (benefit) for income taxes | 852 | | | (225) | | | 1,214 | | | (27) | |
Net loss | $ | (19,261) | | | $ | (211,142) | | | $ | (60,357) | | | $ | (353,236) | |
Net loss per share, basic and diluted | $ | (0.16) | | | $ | (1.76) | | | $ | (0.49) | | | $ | (2.98) | |
Weighted average common shares outstanding, basic and diluted | 124,053,643 | | | 119,924,371 | | | 123,265,134 | | | 118,682,379 | |
Other comprehensive income (loss): | | | | | | | |
Foreign currency translation adjustments | $ | (27) | | | $ | (67) | | | $ | (24) | | | $ | (58) | |
Change in cash flow hedge | — | | | 12,285 | | | (2,088) | | | 24,609 | |
Amortization of dedesignated cash flow hedge | (2,666) | | | — | | | (7,808) | | | — | |
Total other comprehensive income (loss) | (2,693) | | | 12,218 | | | (9,920) | | | 24,551 | |
Comprehensive loss | $ | (21,954) | | | $ | (198,924) | | | $ | (70,277) | | | $ | (328,685) | |
TRAEGER, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
(in thousands)
| | | | | | | | | | | |
| Nine Months Ended September 30, |
| 2023 | | 2022 |
CASH FLOWS FROM OPERATING ACTIVITIES | | |
Net loss | $ | (60,357) | | | $ | (353,236) | |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | | | |
Depreciation of property, plant and equipment | 11,204 | | | 9,703 | |
Amortization of intangible assets | 32,074 | | | 32,025 | |
Amortization of deferred financing costs | 1,519 | | | 1,468 | |
Loss on disposal of property, plant and equipment | 2,262 | | | 707 | |
Stock-based compensation expense | 47,180 | | | 80,687 | |
Bad debt expense | 153 | | | (317) | |
Unrealized loss (gain) on derivative contracts | (2,689) | | | 4,567 | |
Amortization of dedesignated cash flow hedge | (7,808) | | | — | |
Change in fair value of contingent consideration | 288 | | | 495 | |
Goodwill impairment | — | | | 222,322 | |
Restructuring costs | — | | | 1,419 | |
Other non-cash adjustments | (15) | | | — | |
Change in operating assets and liabilities: | | | |
Accounts receivable, net | (9,099) | | | 58,874 | |
Inventories | 51,580 | | | (14,845) | |
Prepaid expenses and other current assets | (6,077) | | | (7,118) | |
Other non-current assets | (393) | | | 64 | |
Accounts payable and accrued expenses | (15,467) | | | (42,838) | |
Other non-current liabilities | 4 | | | 22 | |
Net cash provided by (used in) operating activities | 44,359 | | | (6,001) | |
CASH FLOWS FROM INVESTING ACTIVITIES | | | |
Purchase of property, plant, and equipment | (15,678) | | | (15,128) | |
Capitalization of patent costs | (373) | | | (403) | |
Proceeds from sale of property, plant, and equipment | 2,925 | | | — | |
Net cash used in investing activities | (13,126) | | | (15,531) | |
CASH FLOWS FROM FINANCING ACTIVITIES | | | |
Proceeds from line of credit | 103,100 | | | 166,978 | |
Repayments on line of credit | (161,809) | | | (156,666) | |
Proceeds from long-term debt | — | | | 12,500 | |
Repayments of long-term debt | (188) | | | — | |
Principal payments on finance lease obligations | (386) | | | (355) | |
Payments of acquisition related contingent consideration | (12,225) | | | (9,275) | |
Taxes paid related to net share settlement of equity awards | — | | | (41) | |
Net cash provided by (used in) financing activities | (71,508) | | | 13,141 | |
Net decrease in cash, cash equivalents and restricted cash | (40,275) | | | (8,391) | |
Cash, cash equivalents and restricted cash at beginning of period | 51,555 | | | 16,740 | |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $ | 11,280 | | | $ | 8,349 | |
TRAEGER, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
(in thousands)
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(Continued) | Nine Months Ended September 30, |
| 2023 | | 2022 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | | | |
Cash paid during the period for interest | $ | 30,243 | | | $ | 18,403 | |
Cash paid for income taxes | $ | 2,449 | | | $ | 2,250 | |
NON-CASH FINANCING AND INVESTING ACTIVITIES | | | |
Equipment purchased under finance leases | $ | 451 | | | $ | 952 | |
Property, plant, and equipment included in accounts payable and accrued expenses | $ | 2,152 | | | $ | 15,512 | |
TRAEGER, INC.
RECONCILIATIONS OF AND OTHER INFORMATION REGARDING NON-GAAP FINANCIAL MEASURES
(unaudited)
In addition to our results and measures of performance determined in accordance with U.S. GAAP, we believe that certain non-GAAP financial measures are useful in evaluating and comparing our financial and operational performance over multiple periods, identifying trends affecting our business, formulating business plans and making strategic decisions.
Each of Adjusted EBITDA, Adjusted Net Loss, Adjusted Net Loss per share, Adjusted EBITDA Margin, Adjusted Net Loss Margin, and Adjusted Gross Margin are key performance measures that our management uses to assess our financial performance and is also used for internal planning and forecasting purposes. We believe that these non-GAAP financial measures are useful to investors and other interested parties in analyzing our financial performance because it provides a comparable overview of our operations across historical periods. In addition, we believe that providing each of Adjusted EBITDA and Adjusted Net Loss, together with a reconciliation of Net Loss to each such measure, and providing Adjusted Net Loss per share, together with a reconciliation of Net Loss per share to such measure, and Adjusted EBITDA Margin and Adjusted Net Loss Margin, together with a reconciliation of Net Loss Margin to such measures, and Adjusted Gross Margin together with a reconciliation of Gross Margin to such measure, helps investors make comparisons between our company and other companies that may have different capital structures, different tax rates, and/or different forms of employee compensation. For example, due to finite-lived intangible assets included on our balance sheet following our corporate reorganization in 2017, we have significant non-cash amortization expense attributable to the nature of our capital structure.
Each of Adjusted EBITDA, Adjusted Net Loss, Adjusted Net Loss per share, and Adjusted Gross Margin are used by our management team as an additional measure of our performance for purposes of business decision-making, including managing expenditures, and evaluating potential acquisitions. Period-to-period comparisons of Adjusted EBITDA, Adjusted Net Loss, Adjusted Net Loss per share, and Adjusted Gross Margin help our management identify additional trends in our financial results that may not be shown solely by period-to-period comparisons of Net Loss or Loss from Continuing Operations or Net Loss per share or Gross Margin. In addition, we may use Adjusted EBITDA in the incentive compensation programs applicable to some of our employees. Each of Adjusted EBITDA, Adjusted Net Loss, Adjusted Net Loss per share, and Adjusted Gross Margin has inherent limitations because of the excluded items, and may not be directly comparable to similarly titled metrics used by other companies.
The following table presents a reconciliation of Gross Margin, the most directly comparable financial measure calculated in accordance with U.S. GAAP, to Adjusted Gross Margin on a consolidated basis. A reconciliation of Adjusted Gross Margin guidance to Gross Margin on a forward-looking basis cannot be provided without unreasonable efforts, as the Company is unable to provide reconciling information with respect to the impact of restructuring costs recorded in cost of revenue which is an adjustment to Adjusted Gross Margin.
| | | | | | | | | | | |
| Three Months Ended September 30, |
| 2023 | | 2022 |
Gross margin | 37.9 | % | | 26.7 | % |
Add: Impact of restructuring costs recorded in cost of revenue | — | % | | 1.7 | % |
Adjusted gross margin | 37.9 | % | | 28.5 | % |
The following table presents a reconciliation of Net Loss, Net Loss Margin and Net Loss per share, the most directly comparable financial measures calculated in accordance with U.S. GAAP, to Adjusted Net Income, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income Margin and Adjusted Net Income per share, respectively, on a consolidated basis.
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| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2023 | | 2022 | | 2023 | | 2022 |
| (dollars in thousands, except share and per share amounts) |
Net loss | $ | (19,261) | | | $ | (211,142) | | | $ | (60,357) | | | $ | (353,236) | |
Adjustments: | | | | | | | |
Other (income) expense (1) | (5,644) | | | 21 | | | (16,302) | | | 4,095 | |
Goodwill impairment | — | | | 110,837 | | | — | | | 222,322 | |
Restructuring costs (2) | 225 | | | 9,644 | | | 225 | | | 9,644 | |
Stock-based compensation | 6,201 | | | 53,253 | | | 47,180 | | | 80,687 | |
Non-routine legal expenses (3) | — | | | 788 | | | 481 | | | 3,757 | |
Amortization of acquisition intangibles (4) | 8,253 | | | 8,253 | | | 24,762 | | | 24,760 | |
Change in fair value of contingent consideration | (2,300) | | | 1,820 | | | 508 | | | 3,775 | |
Other adjustment items (5) | — | | | 274 | | | 669 | | | 1,355 | |
Tax impact of adjusting items (6) | (1,765) | | | (47,349) | | | (14,686) | | | (89,732) | |
Adjusted net loss | $ | (14,291) | | | $ | (73,601) | | | $ | (17,520) | | | $ | (92,573) | |
| | | | | | | |
Net loss | $ | (19,261) | | | $ | (211,142) | | | $ | (60,357) | | | $ | (353,236) | |
Adjustments: | | | | | | | |
Provision (benefit) for income taxes | 852 | | | (225) | | | 1,214 | | | (27) | |
Interest expense | 7,517 | | | 7,337 | | | 23,408 | | | 20,238 | |
Depreciation and amortization | 14,433 | | | 14,382 | | | 43,275 | | | 41,801 | |
Other (income) expense (7) | (2,978) | | | 21 | | | (8,494) | | | 4,095 | |
Goodwill impairment | — | | | 110,837 | | | — | | | 222,322 | |
Restructuring costs (2) | 225 | | | 9,644 | | | 225 | | | 9,644 | |
Stock-based compensation | 6,201 | | | 53,253 | | | 47,180 | | | 80,687 | |
Non-routine legal expenses (3) | — | | | 788 | | | 481 | | | 3,757 | |
Change in fair value of contingent consideration | (2,300) | | | 1,820 | | | 508 | | | 3,775 | |
Other adjustment items (5) | — | | | 274 | | | 669 | | | 1,355 | |
Adjusted EBITDA | $ | 4,689 | | | $ | (13,011) | | | $ | 48,109 | | | $ | 34,411 | |
| | | | | | | |
Revenue | $ | 117,730 | | | $ | 93,788 | | | $ | 442,403 | | | $ | 517,768 | |
Net loss margin | (16.4) | % | | (225.1) | % | | (13.6) | % | | (68.2) | % |
Adjusted net loss margin | (12.1) | % | | (78.5) | % | | (4.0) | % | | (17.9) | % |
Adjusted EBITDA margin | 4.0 | % | | (13.9) | % | | 10.9 | % | | 6.6 | % |
| | | | | | | |
Net loss per diluted share | $ | (0.16) | | | $ | (1.76) | | | $ | (0.49) | | | $ | (2.98) | |
Adjusted net loss per diluted share | $ | (0.12) | | | $ | (0.61) | | | $ | (0.14) | | | $ | (0.78) | |
Weighted average common shares outstanding - diluted | 124,053,643 | | | 119,924,371 | | | 123,265,134 | | | 118,682,379 | |
(1)Represents realized and unrealized gains on the interest rate swap, including amortization of dedesignated cash flow hedge, losses on the disposal of property, plant, and equipment, and unrealized gains (losses) from foreign currency transactions and derivatives.
(2)Represents costs in connection with the 2022 restructuring plan, including $1.6 million of costs recorded in cost of revenue within the three and nine months ended September 30, 2022 condensed consolidated statements of operations and comprehensive loss.
(3)Represents external legal expenses incurred in connection with the defense of a class action lawsuit and intellectual property litigation.
(4)Represents the amortization expense associated with intangible assets recorded in connection with the 2017 acquisition of Traeger Pellet Grills Holdings LLC.
(5)Represents non-routine operational wind-down costs, non-cash ground lease expense associated with a build-to-suit lease in 2022, as well as write-offs and restoration costs at our wood pellet production facility due to flood damage sustained as a result of a tropical storm.
(6)Represents the tax effect of non-GAAP adjustments calculated at an estimated blended statutory tax rate of 26.2% and 25.5% for the three and nine months ended September 30, 2023, respectively and 25.6% for both the three and nine months ended September 30, 2022. The amounts for the three and nine months ended September 30, 2022 have been adjusted to reflect the application of the estimated blended statutory tax rates, as opposed to effective income tax rates that were used in prior periods, in order to include the current and deferred income tax expenses that are commensurate with the non-GAAP measure of profitability.
(7)Represents realized and unrealized gains on the interest rate swap, losses on the disposal of property, plant, and equipment, and unrealized gains (losses) from foreign currency transactions and derivatives.
v3.23.3
Cover Page
|
Nov. 08, 2023 |
Cover [Abstract] |
|
Document Type |
8-K
|
Document Period End Date |
Nov. 08, 2023
|
Entity Registrant Name |
TRAEGER, INC.
|
Entity Incorporation, State or Country Code |
DE
|
Entity File Number |
001-40694
|
Entity Tax Identification Number |
82-2739741
|
Entity Address, Address Line One |
1215 E Wilmington Ave
|
Entity Address, Address Line Two |
Suite 200
|
Entity Address, City or Town |
Salt Lake City
|
Entity Address, State or Province |
UT
|
Entity Address, Postal Zip Code |
84106
|
City Area Code |
801
|
Local Phone Number |
701-7180
|
Written Communications |
false
|
Soliciting Material |
false
|
Pre-commencement Tender Offer |
false
|
Pre-commencement Issuer Tender Offer |
false
|
Title of 12(b) Security |
Common Stock, $0.0001 par value per share
|
Trading Symbol |
COOK
|
Security Exchange Name |
NYSE
|
Entity Emerging Growth Company |
true
|
Entity Ex Transition Period |
false
|
Entity Central Index Key |
0001857853
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